THE ODDLE COMPANY
1.1. These terms and conditions (“Terms”) govern your use and access of our websites at https://oddle.me/, https://eats.oddle.me/, applications (mobile, web-based or otherwise), including those that you may access through third party’s websites and/or platforms (which will usually be indicated via our URL link (“oddle.me”), and services (collectively, the “Platform”). If you do not accept any of these Terms, please do not use the Platform. Your access and/or use of the Platform shall be deemed to be an acceptance of these Terms.
1.2. In these Terms, “Oddle”, we”, “us” and “our” refer to The Oddle Company Pte. Ltd. (a company incorporated in Singapore, and operating at 71 Ayer Rajah Crescent #01-25 Singapore 139951). “You” and “your” refer to any person who (a) has registered for an account on the Platform (“Oddle Pass”); and/or (b) accesses or uses the Platform without registering for an Oddle Pass.
1.3. We may revise these Terms at any time without notice to you. You should visit this webpage from time to time and review the Terms.
1.4. We may modify or discontinue any information or features that form part of the Platform at any time, without notice to you, and without liability. We may also, in our absolute discretion, cease to operate the Platform at any time, but if you are registered with us on Oddle Pass, we may give you advance notice of such intention.
1.5. These Terms will also apply to any updates or upgrades provided by us that replace and/or supplement our Platform, unless such updates or upgrades are accompanied by separate terms in which case those separate terms shall apply.
1.6. From time to time, we may offer specific or new products and/or services on the Platform. Additional or separate guidelines, rules, terms and conditions (“Requirements”) may apply to these specific or new product and/or services. You will need to accept / comply with those Requirements to enjoy the specific or new products and/or services. The Requirements are incorporated by reference into these Terms.
1.7. We also may from time to time publish additional guidelines, rules, and conditions applicable to your use of the Platform. You agree to comply with these additional guidelines, rules and conditions, which are incorporated by reference into these Terms.
1.8. We reserve the right to change the URL(s) of the Platform without prior notice to you.
2. ACCOUNT REGISTRATION
2.1. You may be required to apply and register for an Oddle Pass before you are entitled to access and/use certain services on our Platform.
2.2. In signing up for an Oddle Pass, you represent and warrant that:
2.2.1. all registration information provided by you is and will continue at all times to be true, accurate, current and complete to the best of your knowledge and belief;
2.2.2. you will promptly update changes to your registration details; and
2.2.3. you are at least 13 years old. If you are at least 13 years old, but below 18 years old, your parent or legal guardian must create the Oddle Pass for you, and agree to indemnify us for all activities under your Oddle Pass.
2.3. We reserve the right to reject your application for an Oddle Pass and at any time, suspend your use of or terminate your Oddle Pass.
2.4. Upon successful registration of your Oddle Pass, you, as the account holder:
2.4.1. agree to keep your Oddle Pass ID and password confidential and shall not allow any other person to use your Oddle Pass; and
2.4.2. shall notify us immediately if you have any reason to believe that the security of your Oddle Pass has been compromised.
2.5. You are solely responsible for any and all activities that occur under your Oddle Pass. We are entitled to treat all activities that occur under your Oddle Pass as having been conducted with your knowledge and authority. For the avoidance of doubt, in cases where you have allowed any other person to use your Oddle Pass or have negligently or otherwise made your Oddle Pass ID and/or password publicly available, you agree that you are fully responsible for:
2.5.1. the online conduct of such user;
2.5.2. controlling the user’s access to and use of the Platform; and
2.5.3. the consequences of any use or misuse.
2.6. You acknowledge and agree that we may access your Oddle Pass and its contents as necessary for purposes including identifying or resolving technical problems or responding to complaints without prior notice to you.
2.7. You represent, undertake and warrant that you will:
2.7.1. provide us with all necessary information and/or produce all necessary documents as may be required by us in order to provide you with products and services you need on the Platform. Where supporting documents are required, you should ensure that all information submitted through the Platform is consistent with the supporting documents;
2.7.2. comply with all applicable laws and regulations with respect to your activities in connection with the Platform; and
2.7.3. comply with all applicable security or encryption standards, rules, procedures and guidelines.
.8. We may, if required or in accordance with applicable laws, check and verify the information that you have provided to us. You agree to cooperate and extend to us any assistance that we may require for such checks and verification.
3. LICENSE AND ACCESS
3.1. Your use of the Platform is subject to your compliance with these Terms. Where we provide you with programs and software, you are granted a limited, royalty-free, non-exclusive, personal, revocable and non-transferable, licence and right to download and use them for your own personal, non-commercial purposes. Our programs and software are licensed, not sold, to you, and you may only use them as permitted by these Terms. This licence does not transfer any title in the Platform to you. We retain all rights in the Platform and reserve all rights not expressly granted to you.
3.2. Our Platform and its contents (including trademarks, source code, pages, documents and online graphics, audio and video), and all proprietary and intellectual property rights associated therewith, whether registered or not, are protected by law and owned by or licensed to us. You acknowledge that you have no right, title, interest in and to the Platform, its contents, and all proprietary and intellectual property rights associated therewith, and you agree not to challenge the validity of our ownership of or rights to the same. You shall not reproduce, republish, distribute or otherwise exploit any content of the Platform in any way without our prior express consent, which may be withheld for any or no reason.
3.3. In order for us to provide you with the facilities and functionalities offered by the Platform, you acknowledge and agree that we may use, reproduce, distribute, create derivative works of, display and perform any information that you upload, submit, store, send or receive through the Platform for our business and operational purposes (including to transmit communications and store communications on our servers).
4. MAINTENANCE AND SUPPORT
4.1. We have no obligation to provide any maintenance, support or other services in relation to the Platform, including providing any telephone assistance, documentation, error corrections, updates, upgrades, bug fixes, patches, and/or enhancements. However, if we do provide any updates, upgrade, bug fixes, patches, and/or enhancements in respect of the Platform, you shall install them and keep your installation of the Platform updated to the most recent release or version made available by us.
4.2. Your access to and/or use of the Platform may also be interrupted, suspended or restricted when we provide any maintenance, support or other services in relation to the Platform.
5. ORDERS THROUGH USE OF THE PLATFORM
Products available through the Platform
5.1. The Platform allows you to purchase goods and/or services (“Products”) from our third party partners (namely, our Food & Beverage (“F&B”) merchants, and logistics providers) (collectively, “Partners”). We are merely the agent for the Partners and you hereby acknowledge and agree that:
5.1.1. it is your responsibility to ensure that all details provided at the time of placing your order for the Products (“Orders”) are true, accurate and complete;
5.1.2. you consent to any personal data or information that you provide in relation to your Orders being disclosed to our Partners, and for our Partners to collect, use, disclose and/or process your personal data or information in accordance with such terms and conditions as they may specify;
5.1.3. we do not own or control the Products from our Partners. Any fulfilment of your Orders may be subject to further terms and conditions (for example, a minimum spend for delivery) as set out on the Platform, or as agreed between you and our Partners (“Partner Terms”). You are solely responsible for ensuring that you understand the Partner Terms and the description of the Products (“Product Description”);
5.1.4. No contract is formed upon the placing of your Order with the Platform (including the payment of funds for the transaction). Acknowledgement of receipt of your Order does not constitute acceptance of your Order. Your order is accepted only when you receive a confirmation of acceptance from the Partners concerned; and
5.1.5. in the event that we are in receipt of your funds for any Order, and your Order was rejected or not fulfilled by the Partners (unless otherwise set out in Clause 7.2), your sole and exclusive remedy would be to seek a refund of any payment made for that Order from the Partners. In the event that you are entitled to a refund, any refund will be made in accordance with Clause 8.5.
5.2. Unless otherwise stated, prices of the Products (“Prices”) are in Singapore Dollars, and are exclusive of delivery charge, if applicable, and Goods and Services Tax.
5.3. We and our Partners reserve the right to correct any error in the Partner Terms, Product Description and/or the Price at any time.
5.4. Prior to confirming your Order, if you have any additional instructions with respect to your Order (e.g. preparation of food item in a specific manner), please contact our Partners directly. You acknowledge and agree that we are not responsible for ensuring that our Partners comply with your additional instructions.
5.5. If the Product cannot be fulfilled for any reason whatsoever, we and/or the Partner concerned may cancel your Order and refuse to complete the Order. The Partner’s sole liability and your entire recourse in such situation is a refund of the amount paid by you for the Product ordered.
5.6. You acknowledge and agree that we are not responsible for:
5.6.1. any late, wrongful or non-performance of an Order by our Partners;
5.6.2. any losses arising from any error in the particulars furnished to our Partners not caused by us;
5.6.3. the use by our Partners of any personal data or information that you provide; and/or
5.6.4. non-fulfilment of any Order by our Partners.
6. RESTRICTIONS ASSOCIATED WITH THE PRODUCTS
6.1. The Products made available on our Platform may be subject to additional legal requirements (“Restricted Products”). With respect to such Restricted Products, you acknowledge and agree that:
6.1.1. our Partners, reserve the right not to fulfil any request for Restricted Products during such prescribed timings under applicable laws. For example, in Singapore, our Partners will not be able to supply alcohol after 10:30pm pursuant to the Liquor Control (Supply and Consumption) Act 2015; and
6.1.2. certain Restricted Products may be subject to minimum age requirements under applicable laws (e.g. alcohol). You may be required to provide documents to verify your age at any point in time (including at such point when our Partners confirm your Order, or when the Products are delivered to you). In the event of any non-compliance with this Clause 6.1.2 or if the required verification is not provided to the satisfaction of our Partners or any party delivering the Order, the Restricted Product may not be provided to you. In such instances, you shall not be entitled to a refund for the Products and/or any other fees incurred.
6.2. It is your sole responsibility to contact the relevant Partners to ensure that their Products meet any specific dietary requirement (e.g. some Products may contain nuts and/or allergens). You acknowledge that not all information regarding a Product may be made available on the Platform. To the maximum extent permitted by law, we disclaim all liability associated with the Products (including the suitability and quality of the Products for any individual).
7.1. Your Order shall be fulfilled or delivered on a date and time to be agreed between you and the Partner concerned (“Agreed Delivery Slot”). Notwithstanding the foregoing, you acknowledge and agree that your delivery may be affected by:
7.1.1. weather and traffic conditions; and
7.1.2. any other reasons beyond Oddle and/or Partners’ control (including those of Force Majeure Events).
In the event of the foregoing, you are not entitled to any refund or replacement for your Order.
7.2. In the event that our Partners have tried to fulfil delivery of your Order, but they were unable to do so for any reason whatsoever, including:
7.2.1. You were uncontactable at the number that you provided us;
7.2.2. You, or the intended recipient, of the Order were not present at the designated delivery address provided; and/or
7.2.3. You did not comply with the requirements with respect to Restricted Products as set out in Clause 6.1.2 above,
then such delivery shall constitute a Failed Delivery. No refund or replacement will be made for any Failed Delivery.
7.3. If you have issues with the Product provided by the Partner, it is your sole responsibility to resolve any issue with the Product with the Partner directly.
8. PAYMENT AND FEES
8.1. We reserve the right to charge for services, and use of features and functionalities within the Platform from time to time (including delivery fees and platform fees). With respect to Order-specific charges, such charges will be made known to you when you place an Order. If you do not accept such charges, you should terminate your Oddle Pass and stop using the Platform.
8.2. If you are making payment to us for Orders placed through the Platform, you shall do so in accordance with the payment methods as specified on the Platform.
8.3. We may use third party services to verify, secure and/or process your payment. The third party service provider may charge a fee for processing payments related to your Orders on the Platform (“Payment Processing Fee”).
8.4. Without prejudice to the other provisions of the Terms, we shall not be responsible for any malfunction in any computer system, software or any Internet access service provider that may affect the accuracy or timeliness of the online transmission of payment instructions. We shall not be responsible if any information provided is inaccurate, if payment instructions are not given sufficiently in advance to allow for timely payment, or if payment instructions cannot be carried out for any reason beyond our control.
8.5. Where you are entitled to any refund under these Terms, such refund will be made in such manner as we may stipulate from time to time, subject to your provision of all relevant information and documentation as we may require to process the refund.
9. PROMOTION AND MARKETING CAMPAIGNS
9.1. Oddle and/or its Partners may run marketing and/or promotional campaigns that entitle you to promotional codes and discounts (“Promo Codes”) on relevant Products on our Platform. Such Promo Codes may be subject to additional terms and conditions (including validity period, transferability, restrictions to selected Partners and/or Products, and minimum spend). In order for you to enjoy the Promo Codes, you must enter the Promo Codes on the Platform at time of placing your Order. Promo Codes cannot be exchanged for cash. We may amend, withdraw and/or void the Promo Codes in any manner that we deem fit without further notice to you.
10. USAGE RESTRICTIONS
10.1. You will not, and will not permit any other party to:
10.1.1. modify, adapt, improve, enhance, alter, translate or create derivative works of the Platform;
10.1.2. reverse engineer, decompile, disassemble or otherwise attempt to derive the source code or structure of the Platform, or decrypt the Platform;
10.1.3. use or merge the Platform, or any component or element thereof, with other software, databases or services not provided or authorised by us;
10.1.4. create a database by downloading and storing the contents of the Platform;
10.1.5. interfere or attempt to interfere with services we provide on our Platform (“denial of service attacks”) including “flooding” of networks, deliberate attempts to overload a service, attempts to “crash” the Platform and taking any action that imposes an unreasonable or disproportionately large load on the services provided by us or the associated infrastructure;
10.1.6. circumvent, or attempt to circumvent, user authentication or security measures (“cracking”) of any Internet or intranet site or any of the Oddle Pass accounts of any other person using the Platform, including accessing data and/or information not intended for you, logging into an Oddle Pass account you are not expressly authorised to access or in a manner which is not authorised by us;
10.1.7. circumvent, or attempt to circumvent, any protection measures (electronic or otherwise) in place to regulate or control access to the Platform, including without limitation through the use of a virtual private network, proxy service, or any other third party service, network, or product with the effect of disguising your IP address or location;
10.1.8. use any kind of program/script/command/application, or send messages of any kind, designed to, in any manner interfere with any user’s terminal session;
10.1.9. upload files that are corrupted, contain viruses, bugs or any other similar software, code, component or programs which may damage the Platform or cause interference to the services provided by us;
10.1.10. use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine”, “crawl” or in any way gather the Platform or reproduce or circumvent the navigational structure or presentation of our Platform without our express prior written consent;
10.1.11. violate any applicable law, rule or regulation in connection with your access or use of our Platform;
10.1.12. use our Platform to engage in fraudulent, illegal or suspicious activities and/or transactions, including fraud, money laundering and financing terrorism;
10.1.13. develop, distribute or sell any software or other functionality capable of launching, being launched from or otherwise integrated with the Platform;
10.1.14. remove, alter or obscure any copyright notice or any other proprietary notice that appears on or in the Platform;
10.1.15. use our Platform for any commercial purpose;
10.1.16. cache, frame or link to the Platform without our prior written consent;
10.1.17. sublicense, distribute, sell or otherwise transfer our Platform to any third party;
10.1.18. use our Platform as a service bureau, or lease, rent or loan our applications to any third party;
10.1.19. interfere in any manner with the operation of the Platform; and
10.1.20. engage in any other conduct that is detrimental to Oddle or any third party, or cause injury to, or attempt to harm Oddle or any third party.
11. INFORMATION AND CONTENTS ON THE PLATFORM
11.1. We are not responsible and disclaim all liability for the products and services provided by third parties (including those from our Partners). The provision of such third party products and services will be subject to separate terms as may be agreed between you and such third parties. We do not monitor, control or endorse these third parties, their products, services, websites or applications. We are also not responsible and disclaim all liability for any act or omission of these third parties, or any dealings between you and these third parties, whether or not such dealings have been facilitated or conducted on or through the Platform. We do not endorse, and are not associated with any product, service or organisation that may be mentioned or referred to on the Platform.
11.2. Our Platform may not cover all information available on a particular issue. You understand, and agree, that all information, contents, and other material displayed on the Platform are for general informational purposes only.
11.3. We may place advertisements such as banners, java applets and/or such other materials for the purposes of advertising product and/or services (“Advertisements”) in different locations on the Platform and at different points during your use of the Platform. These locations and points may change from time to time. You will not be entitled to receive any payment, fee and/or commission in respect of the Advertisements.
11.4. Our Platform may contain hyperlinks which are not maintained by us. All hyperlinks to other applications and/or websites are provided to you for convenience only. The use and/or access to the hyperlinks, hyperlinked applications and/or websites, and any dealings resulting from such use and/or access, are entirely at your own risk. We do not, in any circumstances approve, endorse or accept any responsibility or liability for any hyperlinked applications and/or websites or any hyperlink contained in a hyperlinked application and/or website.
12. GENERAL DISCLAIMERS AND LIMITATION OF LIABILITY
12.1. Our Platform is provided “as is” and “as available” with no warranties whatsoever. To the maximum extent permitted under applicable laws, we make no guarantee, representation or warranty:
12.1.1. regarding the timeliness, reliability, accuracy, completeness, accessibility, quality, fitness for a particular purpose, operation or usefulness of any portion of the Platform;
12.1.2. regarding the availability or appropriateness of the Platform;
12.1.3. that the Platform or your use of the Platform will not infringe the intellectual property or other proprietary rights of any third party;
12.1.4. that the Platform will be error-free, continuously available or uninterrupted in operation, or free of bugs, computer viruses or other harmful codes and components;
12.1.5. that the Platform will not be susceptible to any cybersecurity breach or cannot be compromised and/or free of any data breach (inadvertently or intentionally through interference or interception by third parties);
12.1.6. that the Platform will contain information that is always timely and accurate as sometimes inaccuracies may occur;
12.1.7. that the Platform will operate or function properly on your devices or operating systems; and
12.1.8. that the Platform will not cause any damage to your devices or operating systems.
12.2. Internet transactions and communications may be susceptible to interference or interception by third parties. You acknowledge that there are inherent risks (including risks related to security, authenticity, integrity and confidentiality) in such activities over electronic networks. We expressly disclaim any liability for such risks, which you agree to assume.
12.3. Your use of our Platform is voluntary and at your sole risk. You are solely responsible for:
12.3.1. your reliance on the Platform and the information available through the Platform;
12.3.2. any liability, loss or damage that you may incur through use of the Platform; and
12.3.3. all decisions or actions resulting from your use of the Platform and its contents.
12.4. To the maximum extent permitted by law, we shall not be liable for any damage or loss of any kind, or of any direct, consequential, incidental, special or indirect damages, costs or claims of any nature whatsoever:
12.4.1. that you may incur as a result of your use, access or reliance on the Platform (on any information found thereon);
12.4.2. that you may incur as a result of your dealing with a third party through the Platform (including such Orders as effected through the Platform);
12.4.3. resulting from the performance of the Platform or any delay or failure thereof;
12.4.4. arising out of or in connection with any unauthorised access to your Oddle Pass; and
12.4.5. arising out of any delay in operation or transmission, communication failure, Internet access difficulties or malfunction of equipment or software.
12.5. We, and our affiliates, officers, directors, shareholders, employees and agents (collectively, the “Oddle Parties”), shall not be liable, in any circumstances, for any loss of data, business, profits or goodwill, loss of use, interruption of business, or for any indirect, special, incidental or consequential damages of any character, even if we are aware of the risk of such damages, that result in any way from your use of, access to or reliance on the Platform. In the event that we are found liable to you for any reason, our liability to you shall not exceed:
12.5.1. the amount paid by you in relation to your use or access to the Platform in the incident giving rise to your claim against us; or
12.5.2. S$100 (Singapore Dollars one hundred only),
whichever is lower.
12.6. This limitation applies to all causes of action in the aggregate including, without limitation, breach of contract, breach of warranty, negligence, strict liability, misrepresentations and other torts. In any jurisdiction in which these limitations of liability are restricted, our liability is limited to the greatest extent permitted by law.
13.1. You agree to defend and indemnify the Oddle Parties against any and all claims, losses, damages, expenses (including legal costs on a full indemnity basis), or liabilities (whether criminal or civil) and costs of settlement which may be suffered or incurred by or asserted against the Oddle Parties, in respect of any matter or event whatsoever arising out of or in connection with:
13.1.1. your breach of any provision in these Terms;
13.1.2. your use, access of, or conduct in connection with the Platform;
13.1.3. your violation of the rights of any third party;
13.1.4. our reliance on information, data or records provided by you in connection with your use of our Platform;
13.1.5. any dispute between you and our Partner or any third party service provider of the Platform; and/or
13.1.6. the occurrence of any event due to your act, omission or default which compromises the security or integrity of the Platform.
14. FORCE MAJEURE
14.1. We are not liable for any loss, damage or penalty resulting from delays or failures in performance if the delay or failure results from events beyond our reasonable control (a “Force Majeure Event”). Force Majeure Events shall include, but are not limited to, acts of God, war, hostility, invasion, act of foreign enemies, rebellion, revolution, riots, civil war, disturbances, requisitioning or other acts of civil or military authority, laws, regulations, acts or orders of any governmental authority, body, agency or official, fires, inclement weather, rain or floods (however caused), strikes, lock-outs or other labour disputes, epidemics, outbreaks, embargoes, breakdown of equipment, plant or machinery (including data centre, telecommunications systems and utility services) or other catastrophe.
15.1. You shall, at all times, keep confidential all information provided by us or on our behalf that is marked or is by its nature confidential or proprietary (“Confidential Information”). You shall not disclose or permit to be disclosed the Confidential Information to any third party without our prior written consent. These obligations of confidentiality do not apply to information that is publicly available, already in your possession without confidentiality restrictions or required to be disclosed by order of a court or the relevant governmental authorities.
17. MONITORING OF USE AND AUDIT
17.1. We reserve the right to monitor usage of our Platform by any person and have the sole discretion to refuse access or use by any person at any time without having to give any reason or any prior notice.
17.2. You will be asked to account for any unauthorised access. You shall provide us with your fullest cooperation and all necessary support for the conduct of the audits at no cost to us.
18. TECHNICAL REQUIREMENTS
18.1. You acknowledge and agree that for our Platform to function, it requires a compatible device (including a mobile or computing device), appropriate third party software (such as browsers), and also connectivity to the internet. You are solely responsible for obtaining such device(s), software, and the necessary connectivity services and/or equipment to access and use our Platform.
19. SUSPENSION AND TERMINATION
19.1. We reserve the right to suspend or terminate your access and use of our Platform, immediately without prior notice and without liability to you, and for any reason.
19.2. If we discontinue the Platform, terminate your right to access the Platform, or if you or Oddle deactivates your Oddle Pass:
19.2.1. all amounts payable by you to us will immediately become due;
19.2.2. we may delete or deactivate your Oddle Pass and all related information in such Oddle Pass without liability to you; and
19.2.3. we may cancel any Order that is pending at the time of discontinuation or termination.
19.3. Termination shall not affect the term, validity or enforceability of any separate agreement between us in effect as of the date of termination.
20.1. Clauses 2.5, 3.2, 3.3, 5, 8, 11, 12, 13, 15, 16, 17.2, 19 to 22, and all other clauses of these Terms so intended to survive after the termination of your access to our Platform shall survive such termination and remain in full force and effect.
21. APPLICABLE LAWS
21.1. Use of our Platform and these Terms are governed by the laws of Singapore, without reference to conflicts of laws rules.
21.2. You submit to the non-exclusive jurisdiction of the courts of Singapore in relation to all disputes and any claim relating to these Terms and our Platform.
21.3. Our Platform is controlled and operated by us from Singapore, and is not intended to subject us to the laws or jurisdiction of any state, country or territory other than that of Singapore. We do not represent or warrant that our Platform are appropriate or available for use in any particular jurisdiction other than Singapore.
22.1. If any provision in these Terms is found invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the other provisions contained herein will remain in full force and effect. These Terms constitute the entire agreement between us in relation to the subject matter herein and supersede any and all prior or contemporaneous written or oral agreements or representations. Our failure to insist upon or enforce strict performance of any provision of these Terms shall not be construed as a waiver of any provision or right. Other than the Oddle Parties, a person who is not a party to this these Terms shall have no right under the Contracts (Rights of Third Parties) Act (Cap. 53B) to enforce these Terms.
22.2. You may not transfer or assign any of your rights or obligations under these Terms without our prior written consent. We may, by notice in writing to you, transfer or assign any of our rights, or novate any of our rights and obligations, under these Terms.